UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported) December 23, 2010 (December 20,
2010)
JUMA
TECHNOLOGY CORP.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-105778
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68-0605151
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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154 Toledo Street
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Farmingdale, NY
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11735
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s
telephone number, including area code: (631) 300-1000
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
¨ Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
TABLE
OF CONTENTS
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Page
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FORWARD
LOOKING STATEMENTS
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1
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Item
8.01. Other Events
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1
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Item
9.01. Financial Statements and Exhibits.
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2
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SIGNATURES
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3
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i
FORWARD
LOOKING STATEMENTS
Statements
in this Current Report on Form 8-K (including the exhibits) that are not purely
historical facts, including statements regarding Juma Technology Corp.’s
beliefs, expectations, intentions or strategies for the future, may be
forward-looking statements”. All forward-looking statements involve a number of
risks and uncertainties that could cause actual results to differ materially
from the plans, intentions and expectations reflected in or suggested by the
forward-looking statements. Such risks and uncertainties include, among others,
introduction of products in a timely fashion, market acceptance of new products,
cost increases, fluctuations in and obsolescence of inventory, price and product
competition, availability of labor and materials, development of new third-party
products and techniques that render Juma Technology Corp.’s products obsolete,
delays in obtaining regulatory approvals, potential product recalls and
litigation. Risk factors, cautionary statements and other conditions which could
cause Juma Technology Corp.’s actual results to differ from management’s current
expectations are contained in Juma Technology Corp.’s filings with the
Securities and Exchange Commission. Juma undertakes no obligation to update any
forward-looking statement to reflect events or circumstances that may arise
after the date of this filing.
In
accordance with General Instruction B.2 of Form 8-K, the information in this
Current Report on Form 8-K shall not be deemed to be “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liability of that section, and shall not be
incorporated by reference into any registration statement or other document
filed under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such
filing.
Item 8.01. Other Events.
As
previously reported (Current Report on Form 8-K filed on September 23, 2010),
the Company, on September 17, 2010, had entered into a letter of intent (the
“Letter of Intent”) with ConvergeOne Holdings Corp (“Converge”). Under the
terms of the Letter of Intent, Converge, through a subsidiary (the
“Purchaser”), was to acquire from the Company the assets of the Company’s
solutions and maintenance business, free and clear of liens and
encumbrances. The closing of the transaction was subject to a number of
conditions including the completion of due diligence.
On
December 20, 2010, Converge notified the Company that it was terminating its due
diligence and that it had elected not to proceed with the proposed
transaction.
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Item 9.01. Financial Statements and
Exhibits.
(a)
Not applicable.
(b)
Not applicable.
(c)
Not applicable.
(d)
Not applicable
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned thereunto duly authorized.
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JUMA
TECHNOLOGY CORP.
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By:
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/s/
Anthony Fernandez
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Anthony
Fernandez
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Chief
Financial Officer
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Date:
December 23, 2010
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